Real Estate

Negotiation and preparation of commercial, industrial and mixed use real estate purchase and sale agreements, easements, licenses, joint ventures, exchange agreements, tenants-in-common arrangements and real property syndications

Lease and property management representation, including commercial, industrial and office leases, ground leases and management agreements

Documentation on behalf of developers and lenders in connection with construction projects, financings and disbursement agreements

Environmentally impacted properties, including regulatory negotiations and compliance, project management, and general environmental counseling

Zoning and land use planning, golf course and planned community development’s, long term care industry, complex title and land survey analysis, and comprehensive property development matters

Real estate brokerage and escrow, DRE and DOC compliance including agency agreements



Corporate Law

Mergers and acquisitions, stock and asset purchase agreements, and reorganizations

Comprehensive business planning, including formation of corporations, limited liability companies and partnerships, shareholder and buy-sell agreements, and corporate tax planning

Business growth work that includes private placements, syndications and exempt offerings

Technology based representation, including licensing, affiliation, and proprietary rights agreements



Finance and Commercial Lending

Bank workouts, UCC sales, foreclosures, loan modifications, restructures and various loan servicing work

Accounts receivable, personal property and equipment financing

Exempt and non-exempt public and private financing

Loans secured by real estate, trade receivables, leasehold interests and various mixed collateral loans, construction financing as well as participation agreements and other inter-creditor arrangements, on behalf of lenders and borrowers



Business Counseling

General representation of businesses including employee and independent contractor agreements, confidentiality agreements, shadow stock arrangements, severance packages and third party agreements

Corporate governance, including statutory filings and corporate maintenance

Business workouts including plant closing, work force reduction, spin-offs, credit negotiation and restructuring

Business expansion arrangements including distribution, joint ventures, affiliate, supply, venture capital and financing



Business Litigation

All aspects of business, employment and bankruptcy-related litigation in state and federal court and arbitrations, including actions for breach of contract, escrow broker liability, unfair competition, interference with contract, partnership dissolution, SEC liability, class action defense, shareholder derivative claims, and business accountings

Banking related litigation including judicial foreclosure, breach of guaranty and other suretyship obligations, usury violations, check forgeries, appointment of receivers, letter of credit disputes, and promissory note enforcement

Litigation concerning prevailing wage disputes, and mechanics’ lien claims

General litigation matters including probate administration malfeasance, professional negligence, sale or lease of goods and services, California state and local business tax refunds, unlawful detainer and real property evictions, trade secret, trademark and tradename infringements, insurance bad faith and denial of policy benefits, defamation, and products liability



Tax and Estate Planning

Comprehensive estate planning, including revocable trusts, wills, beneficiary designations, health care directives and durable power of attorney

Reviewing and planning with employee benefits such as retirement plans, stock options and deferred compensation

Advanced estate and tax planning to reduce taxes through vehicles such as life insurance trusts, family limited partnerships, grantor trusts and grantor retained annuity trusts

Planning the most tax-efficient structure for charitable giving, using tools such as charitable remainder trusts, foundations and charitable lead trusts

Administration of trusts and estates at death, including careful attention to post-death tax planning, coordinating and updating estate plans of other family members

Planning for significant events such as sale of closely-held business or real estate and reviewing employee benefit elections upon takeover of company or retirement